ACCESS LICENSE(FEDERAL SITE)
A. DAF is producing the “Doors Open Denver” event (“Event”) highlighting unique architecture in and near the City and County of Denver;
B. Participant is a federal governmental entity;
C. Participant is the owner of the Site identified below (“Site”), which qualifies to participate in the Event;
D. Participant delivered to DAF Participant’s Open Site Application (“OSA”) containing relevant information about the Site and the activities to be performed by Participant; and
E. Participant seeks to participate in the Event and is willing to provide access for the public to the Site for the Event as set forth herein.
NOW THEREFORE, in consideration of the foregoing, and other good and valuable consideration, the Participant and DAF agree as follows:
“Site” name is: .
Site address is: , .
“Participant” (Owner's Full Legal Name) is: .
Participant’s Address is: , .
1. Purpose Of Access. Under the terms of this License, Participant grants and permits the public access to the Site in conjunction with the Event.
2. Term and Hours Of License. This License is granted for the dates and access hours as stated in the OSA. Participant may terminate this License earlier by giving notice to DAF any time prior to Noon Denver Time, July 30, 2020.
3. Access Availability. The Site shall be open to the public for the Event during the access hours specified in the OSA.
4. Open Site Application. Participant will perform its obligations stated in the OSA and Participant represents that the information provided by Participant in the OSA is true and correct and agrees that DAF may rely upon such information. Participant understands that DAF will distribute Event promotional materials and media kits utilizing the information Participant provided in the OSA.
5. Coordination And Cooperation. Participant may coordinate or limit public access to the Site to avoid interference with ongoing operations. Participant will notify DAF and its designees of any such limitations and DAF will not interfere with reasonable instructions regarding access and security received from Participant.
6. Security. Participant is responsible at all times for the security of the Site and will take all reasonably necessary steps to secure the safety of the visiting public.
7. Cleanup and Repair. Following the Event, Participant shall be responsible for any cleanup, repair, or equipment removal. After the Event Participant will return the Event banner. If the Event banner is lost or not returned, Participant will pay for the replacement cost of the Event banner.
8. Compliance with Applicable Law. Participant shall comply with all applicable local, state and federal laws and regulations while participating in the Event.
9. Communications. Communications and notices in connection with this License shall be directed to Participant at Participant’s address specified on the face of this License, and to DAF at:
Denver Architecture Foundation
Attention: Pauline Marie Herrera, Executive Director
3264 Larimer Street, Unit D
Denver, CO 80205
E-mail Address: firstname.lastname@example.org
10. Indemnification and Insurance.
a. To the extent authorized by law, Participant shall indemnify, save and hold harmless DAF, its officers, directors, agents, volunteers and employees (“Indemnified Parties”) against any and all claims, damages, liability and court awards, including costs, expenses and attorney fees, as incurred as a result of any action or omission of the Participant or its employees, agents, subcontractors, or assignees arising out of, resulting from, or relating to this License and the access granted hereunder (“Claims”).
b. Promptly after an Indemnified Party becomes aware of a Claim to be indemnified hereunder, the Indemnified Party will give Participant notice of such Claim specifying with reasonable particularity the basis for such indemnification; provided, however, that the failure to timely notify shall relieve Participant from the obligation to indemnify against such Claim only to the extent the Participant is prejudiced thereby. In any case, if any action or proceeding giving rise to a Claim shall be brought, the Indemnified Party shall promptly notify the Participant of the commencement thereof, and the Indemnified Party and Participant shall cooperate in the defense or prosecution thereof. This indemnification of the Indemnified Parties shall be in addition to any other legal remedies available to the Indemnified Parties.
c. The parties understand and agree that the liability of Participant, its departments, institutions, agencies, boards, officials and employees may be limited by the provisions of Federal law. Any provision of this License shall be controlled, limited, and otherwise modified so as to comply with any required limit of liability of Participant. In no event will Participant be liable for any special, indirect, or consequential damages, even if Participant has been advised of the possibility thereof. The indemnification obligation shall survive the expiration or termination of this License.
d. At all times during the term of this License, including any renewals or extensions, Participant shall maintain insurance with minimum limits of $1,000,000 for each occurrence and $2,000,000 in the aggregate. Participant may elect to self-insure this requirement.
11. No Third Party Beneficiaries. The parties agree that enforcement of the terms of this License, and all rights of action relating to such enforcement, shall be strictly reserved to DAF and Participant, and, with respect to Section 10 above, also the Indemnified Parties, and nothing contained in this License shall give or allow any claim or right of action by any other or third person under this License. The parties agree that any person other than Participant and DAF, and, with respect to Section 10 above, the Indemnified Parties, receiving services or benefits under this License shall be deemed to be an incidental beneficiary only.
12. Survival of Certain License Provisions. The parties agree that all terms of this License, which by reasonable implication, contemplate continued performance or compliance beyond the expiration or termination of this License, shall survive such expiration or termination.
13. Paragraph Headings. The headings in this License are for convenience of reference only, and shall not be construed so as to define or limit the terms and provisions hereof.
14. Severability. If any provision of this License is held by a court of competent jurisdiction to be invalid under any applicable law, the validity of the remaining provisions shall not be affected, and the rights and obligations of the parties shall be construed and enforced as if this License did not contain the particular provision held to be invalid.
15. Legal Authority. Participant represents and warrants that it possesses the legal authority to enter into this License. The person or persons executing this License on behalf of Participant represents and warrants that he/she or they have been fully authorized by Participant to execute this License on its behalf and to legally bind the Participant to all the terms of this License.
IN WITNESS WHEREOF, Participant and DAF have executed this License, through their lawfully empowered representatives, as of the date first above written.
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Signed by Pauline M. Herrera, Executive Director, Denver Architecture Foundation
Signed On: March 4, 2020
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Document Name: Federal Site
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